Common use of Standard of Liability Clause in Contracts

Standard of Liability. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ and its affiliates (as defined below) shall not be liable to Customer, the general partner or the limited partners, or any of its or their respective successors or assigns, for any act, omission, conduct, or activity undertaken by or on behalf of the Customer pursuant to this Agreement which ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ determines, in good faith, to be in the best interest of the Customer, unless such act, omission, conduct, or activity by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ or its affiliates constituted misconduct or negligence. Without limiting the foregoing, ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ shall have no responsibility or liability to Customer hereunder (i) in connection with the performance or non-performance by any contract market, clearing house, clearing firm or other third party (including floor brokers not selected by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ and banks) to ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ of its obligations in respect of any Contract or other property of Customer; (ii) as a result of any prediction, recommendation or advice made or given by a representative of ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ whether or not made or given at the request of Customer; (iii) as a result of ▇▇▇▇▇▇ ▇▇▇▇▇▇▇'▇ reliance on any instructions, notices and communications that it believes to be that of an individual authorized to act on behalf of Customer; (iv) as a result of any delay in the performance or non-performance of any of ▇▇▇▇▇▇ ▇▇▇▇▇▇▇'▇ obligations hereunder directly or indirectly caused by the occurrence of any contingency beyond the control of ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ including, but not limited to, the unscheduled closure of an exchange or contract market or delays in the transmission of orders due to breakdowns or failures of transmission or communication facilities, execution, and/or trading facilities or other systems (including, without limitation, GLOBEX, ACCESS, or other electronic trading systems, facilities or services), it being understood that ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ shall be excused from performance of its obligations hereunder for such period of time as is reasonably necessary after such occurrence to remedy the effects therefrom; (v) as a result of any action taken by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ or its floor brokers to comply with Applicable Law; or (vi) for any acts or omissions of those neither employed nor supervised by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇. In no event ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ be liable to Customer for consequential, incidental or special damages hereunder.

Standard of Liability. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ and its affiliates (as defined below) shall not be liable to Customer, the general partner or the limited partnerspartners of Customer ("Limited Partners"), or any of its or their respective successors or assigns, for any act, omission, conduct, or activity undertaken by or ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ on behalf of the Customer pursuant to this Agreement which ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ determines, in good faith, to be in the best interest interests of the Customer, unless such act, omission, conduct, or activity by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ or its affiliates constituted misconduct or negligence. Without limiting the foregoing, ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ shall have no responsibility or liability to Customer hereunder (i) in connection with the performance or non-performance by any an contract market, clearing house, clearing firm or other third party (including floor brokers not selected by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ and banks) to ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ of its obligations in respect of any Contract or other property of Customer; (ii) as a result of any prediction, recommendation or advice made or given by a representative of ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ whether or not made or given at the request of Customer; (iii) as a result of ▇▇▇▇▇▇ ▇▇▇▇▇▇▇'▇ reliance on any instructions, notices and communications that it believes to be that of an individual authorized to act on behalf of Customer; (iv) as a result of any delay in the performance or non-performance of any of ▇▇▇▇▇▇ ▇▇▇▇▇▇▇'▇ obligations hereunder directly or indirectly caused by the occurrence of any contingency beyond the control of ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ including, but not limited to, the unscheduled closure of an exchange or contract market or delays in the transmission of orders due to breakdowns or failures of transmission or communication facilities, execution, and/or trading facilities or other systems (including, without limitation, GLOBEX, ACCESS, or other electronic trading systems, facilities or services), it being understood that ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ shall be excused from performance of its obligations hereunder for such period of time as is reasonably necessary after such occurrence to remedy the effects therefrom; (v) as a result of any action taken by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ or its floor brokers to comply with Applicable Law; or (vi) for any acts or omissions of those neither employed nor supervised by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇. In no event ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ be liable to Customer for consequential, incidental or special damages hereunder.

Standard of Liability. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ and its affiliates (as defined below) shall not be liable to Customer, the its general partner or the its limited partners, or any of its or their respective successors or assigns, for any act, omission, conduct, or activity undertaken by or on behalf of the Customer pursuant to this Agreement which ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ determines, in good faith, to be in the best interest of the Customer, unless such act, omission, conduct, or activity by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ or its affiliates constituted misconduct or negligence. Without limiting the foregoing, ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ shall have no responsibility or liability to Customer hereunder (i) in connection with the performance or non-performance by any contract market, clearing house, clearing firm or other third party (including floor brokers not selected by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ and banks) to ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ of its obligations in respect of any Contract or other property of Customer; (ii) as a result of any prediction, recommendation or advice made or given by a representative of ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ whether or not made or given at the request of Customer; (iii) as a result of ▇▇▇▇▇▇ ▇▇▇▇▇▇▇'▇ reliance on any instructions, notices and communications that it believes to be that of an individual authorized to act on behalf of Customer; (iv) as a result of any delay in the performance or non-non- performance of any of ▇▇▇▇▇▇ ▇▇▇▇▇▇▇'▇ obligations hereunder directly or indirectly caused by the occurrence of any contingency beyond the control of ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ including, but not limited to, the unscheduled closure of an exchange or contract market or delays in the transmission of orders due to breakdowns or failures of transmission or communication facilities, execution, and/or trading facilities or other systems (including, without limitation, GLOBEX, ACCESS, or other electronic trading systems, facilities or services), it being understood that ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ shall be excused from performance of its obligations hereunder for such period of time as is reasonably necessary after such occurrence to remedy the effects therefrom; (v) as a result of any action taken by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ or its floor brokers to comply with Applicable Law; or (vi) for any acts or omissions of those neither employed nor supervised by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇. In no event ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ be liable to Customer for consequential, incidental or special damages hereunder.

Standard of Liability. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ and its affiliates (as defined below) stockholders, directors, officers, employees, and its or their respective successors or assigns shall not be liable to the Customer, the general partner or the limited its partners, or any of its or their respective successors or assigns, for any act, omission, conductexcept by reason of acts, or activity undertaken by omissions due to, bad faith, misconduct, or on behalf of the Customer pursuant to this Agreement which ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ determinesnegligence, or for not having acted in good faith, to be faith in the reasonable belief that such acts or omissions were in, or not opposed to, the best interest interests of the Customer, unless such act, omission, conduct, or activity by reason of any material breach of this Agreement by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ or its affiliates constituted misconduct or negligence▇. Without limiting the foregoing, ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ shall have no responsibility or liability to Customer hereunder (i) in connection with the performance or non-performance by any contract market, clearing house, clearing firm or other third party (including floor brokers not selected by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ and banks) to ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ of its obligations in respect of any Contract or other property of Customer; (ii) as a result of any prediction, recommendation or advice made or given by a representative of ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ whether or not made or given at the request of Customer; (iii) as a result of ▇▇▇▇▇▇ ▇▇▇▇▇▇▇'▇ reliance on any instructions, notices and communications that it believes to be that of an individual authorized to act on behalf of Customer; (iv) as a result of any delay in the performance or non-non- performance of any of ▇▇▇▇▇▇ ▇▇▇▇▇▇▇'▇ obligations hereunder directly or indirectly caused by the occurrence of any contingency beyond the control of ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ including, but not limited to, the unscheduled closure of an exchange or contract market or delays in the transmission of orders due to breakdowns or failures of transmission or communication facilities, execution, and/or trading facilities or other systems (including, without limitation, GLOBEX, ACCESS, or other electronic trading systems, facilities or services), it being understood that ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ shall be excused from performance of its obligations hereunder for such period of time as is reasonably necessary after such occurrence to remedy the effects therefrom; (v) as a result of any action taken by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ or its floor brokers to comply with Applicable Law; or (vi) for any acts or omissions of those neither employed nor supervised by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇. In no event ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ be liable to Customer for consequential, incidental or special damages hereunder.

Standard of Liability. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ and its affiliates (as defined below) shall not be liable to Customer, the general partner of the Customer, or limited partners of the limited partnersCustomer ("Limited Partners"), or any of its or their respective successors or assigns, for any act, omission, conduct, or activity undertaken by or on behalf of the Customer pursuant to this Agreement which ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ determines, in good faith, to be in the best interest interests of the Customer, unless such act, omission, conduct, or activity by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ or its affiliates constituted misconduct or negligence. Without limiting the foregoing, ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ shall have no responsibility or liability to Customer hereunder (i) in connection with the performance or non-performance by any contract market, clearing house, clearing firm or other third party (including floor brokers not selected by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ and banks) to ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ of its obligations in respect of any Contract or other property of Customer; (ii) as a result of any prediction, recommendation or advice made or given by a representative of ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ whether or not made or given at the request of Customer; (iii) as a result of ▇▇▇▇▇▇ ▇▇▇▇▇▇▇'▇ reliance on any instructions, notices and communications that it believes to be that of an individual authorized to act on behalf of Customer; (iv) as a result of any delay in the performance or non-non- performance of any of ▇▇▇▇▇▇ ▇▇▇▇▇▇▇'▇ obligations hereunder directly or indirectly caused by the occurrence of any contingency beyond the control of ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ including, but not limited to, the unscheduled closure of an exchange or contract market or delays in the transmission of orders due to breakdowns or failures of transmission or communication facilities, execution, and/or trading facilities or other systems (including, without limitation, GLOBEX, ACCESS, or other electronic trading systems, facilities or services), it being understood that ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ shall be excused from performance of its obligations hereunder for such period of time as is reasonably necessary after such occurrence to remedy the effects therefrom; (v) as a result of any action taken by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ or its floor brokers to comply with Applicable Law; or (vi) for any acts or omissions of those neither employed nor supervised by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇. In no event ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ be liable to Customer for consequential, incidental or special damages hereunder.

Standard of Liability. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ and its affiliates (as defined below) shall not be liable to Customer, the its general partner or the its limited partners, or any of its or their respective successors or assigns, for any act, omission, conduct, or activity undertaken by or on behalf of the Customer pursuant to this Agreement which ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ determines, in good faith, to be in the best interest interests of the Customer, unless such act, omission, conduct, or activity by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ or its affiliates constituted misconduct or negligence. Without limiting the foregoing, ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ shall have no responsibility or liability to Customer hereunder (i) in connection with the performance or non-performance by any contract market, clearing house, clearing firm or other third party (including floor brokers not selected by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ and banks) to ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ of its obligations in respect of any Contract or other property of Customer; (ii) as a result of any prediction, recommendation or advice made or given by a representative of ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ whether or not made or given at the request of Customer; (iii) as a result of ▇▇▇▇▇▇ ▇▇▇▇▇▇▇'▇ reliance on any instructions, notices and communications that it believes to be that of an individual authorized to act on behalf of Customer; (iv) as a result of any delay in the performance or non-performance of any of ▇▇▇▇▇▇ ▇▇▇▇▇▇▇'▇ obligations hereunder directly or indirectly caused by the occurrence of any contingency beyond the control of ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ including, but not limited to, the unscheduled closure of an exchange or contract market or delays in the transmission of orders due to breakdowns or failures of transmission or communication facilities, execution, and/or trading facilities or other systems (including, without limitation, GLOBEX, ACCESS, or other electronic trading systems, facilities or services), it being understood that ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ shall be excused from performance of its obligations hereunder for such period of time as is reasonably necessary after such occurrence to remedy the effects therefrom; (v) as a result of any action taken by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ or its floor brokers to comply with Applicable Law; or (vi) for any acts or omissions of those neither employed nor supervised by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇. In no event ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ be liable to Customer for consequential, incidental or special damages hereunder.

Standard of Liability. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ and its affiliates (as defined below) shall not be liable to Customer, the general partner or the limited partners, or any of its or their respective successors or assigns, for any act, omission, conduct, or activity undertaken by or on behalf of the Customer pursuant to this Agreement which ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ determines, in good faith, to be in the best interest of the Customer, unless such act, omission, conduct, or activity by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ or its affiliates constituted misconduct or negligence. Without limiting the foregoing, ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ shall have no responsibility or liability to Customer hereunder (i) in connection with the performance or non-performance by any contract market, clearing house, clearing firm or other third party (including floor brokers not selected by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ and banks) to ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ of its obligations in respect of any Contract or other property of Customer; (ii) as a result of any prediction, recommendation or advice made or given by a representative of ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ whether or not made or given at the request of Customer; (iii) as a result of ▇▇▇▇▇▇ ▇▇▇▇▇▇▇'▇ reliance on any instructions, notices and communications that it believes to be that of an individual authorized to act on behalf of Customer; (iv) as a result of any delay in the performance or non-non- performance of any of ▇▇▇▇▇▇ ▇▇▇▇▇▇▇'▇ obligations hereunder directly or indirectly caused by the occurrence of any contingency beyond the control of ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ including, but not limited to, the unscheduled closure of an exchange or contract market or delays in the transmission of orders due to breakdowns or failures of transmission or communication facilities, execution, and/or trading facilities or other systems (including, without limitation, GLOBEX, ACCESS, or other electronic trading systems, facilities or services), it being understood that ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ shall be excused from performance of its obligations hereunder for such period of time as is reasonably necessary after such occurrence to remedy the effects therefrom; (v) as a result of any action taken by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ or its floor brokers to comply with Applicable Law; or (vi) for any acts or omissions of those neither employed nor supervised by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇. In no event ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ be liable to Customer for consequential, incidental or special damages hereunder.

Standard of Liability. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ and its affiliates (as defined below) shall not be liable to Customer, the general partner of the Customer, or the limited partnerspartners of the Customer ("Limited Partners"), or any of its or their respective successors or assigns, for any act, omission, conduct, or activity undertaken by or on behalf of the Customer pursuant to this Agreement which ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ determines, in good faith, to be in the best interest of the Customer, unless such act, omission, conduct, or activity by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ or its affiliates constituted misconduct or negligence. Without limiting the foregoing, ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ shall have no responsibility or liability to Customer hereunder (i) in connection with the performance or non-performance by any contract market, clearing house, clearing firm or other third party (including floor brokers not selected by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ and banks) to ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ of its obligations in respect of any Contract or other property of Customer; (ii) as a result of any prediction, recommendation or advice made or given by a representative of ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ whether or not made or given at the request of Customer; (iii) as a result of ▇▇▇▇▇▇ ▇▇▇▇▇▇▇'▇ reliance on any instructions, notices and communications that it believes to be that of an individual authorized to act on behalf of Customer; (iv) as a result of any delay in the performance or non-performance of any of ▇▇▇▇▇▇ ▇▇▇▇▇▇▇'▇ obligations hereunder directly or indirectly caused by the occurrence of any contingency beyond the control of ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ including, but not limited to, the unscheduled closure of an exchange or contract market or delays in the transmission of orders due to breakdowns or failures of transmission or communication facilities, execution, and/or trading facilities or other systems (including, without limitation, GLOBEX, ACCESS, or other electronic trading systems, facilities or services), it being understood that ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ shall be excused from performance of its obligations hereunder for such period of time as is reasonably necessary after such occurrence to remedy the effects therefrom; (v) as a result of any action taken by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ or its floor brokers to comply with Applicable Law; or (vi) for any acts or omissions of those neither employed nor supervised by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇. In no event ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ be liable to Customer for consequential, incidental or special damages hereunder.

Standard of Liability. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ and its affiliates (as defined below) shall not be liable to Customer, the general partner or the limited its partners, or any of its or their respective successors or assigns, for any act, omission, conduct, or activity undertaken by or on behalf of the Customer pursuant to this Agreement which ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ determines, in good faith, to be in the best interest interests of the CustomerCustomer except that ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ shall be liable to the Customer and its partners, unless such and its or their successors and assigns for any loss, liability, damage, cost, and expense (including attorneys' and accountants' fees) to which any of them may become subject arising out of or based upon, an act, omission, conduct, or activity by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ or its affiliates in respect of the Customer which shall be found by a court of competent jurisdiction upon entry of a final judgment (or, if no final judgment shall be entered) by a written opinion rendered to the Customer by independent legal counsel, who shall be other than counsel to the Customer, ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ or any affiliate thereof) to have constituted misconduct bad faith, misconduct, or negligencenegligence and such act, omission, activity, or conduct was not done in good faith and in the reasonable belief that it was in the best interests of the Customer. Without limiting the foregoing, ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ shall have no responsibility or liability to Customer hereunder (i) in connection with the performance or non-performance by any contract market, clearing house, clearing firm or other third party (including floor brokers not selected by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ and banks) to ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ of its obligations in respect of any Contract or other property of Customer; (ii) as a result of any prediction, recommendation or advice made or given by a representative of ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ whether or not made or given at the request of Customer; (iii) as a result of ▇▇▇▇▇▇ ▇▇▇▇▇▇▇'▇ reliance on any instructions, notices and communications that it believes to be that of an individual authorized to act on behalf of Customer; (iv) as a result of any delay in the performance or non-performance of any of ▇▇▇▇▇▇ ▇▇▇▇▇▇▇'▇ obligations hereunder directly or indirectly caused by the occurrence of any contingency beyond the control of ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ including, but not limited to, the unscheduled closure of an exchange or contract market or delays in the transmission of orders due to breakdowns or failures of transmission or communication facilities, execution, and/or trading facilities or other systems (including, without limitation, GLOBEX, ACCESS, or other electronic trading systems, facilities or services), it being understood that ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ shall be excused from performance of its obligations hereunder for such period of time as is reasonably necessary after such occurrence to remedy the effects therefrom; (v) as a result of any action taken by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ or its floor brokers to comply with Applicable Law; or (vi) for any acts or omissions of those neither employed nor supervised by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇. In no event ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ be liable to Customer for consequential, incidental or special damages hereunder.

Standard of Liability. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ and its affiliates (as defined below) shall not be liable to Customer, the general partner or the limited partnerspartners ("Limited Partners") of Customer, or any of its or their respective successors or assigns, for any act, omission, conduct, or activity undertaken by or on behalf of the Customer pursuant to this Agreement which ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ determines, in good faith, to be in the best interest of the Customer, unless such act, omission, conduct, or activity by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ or its affiliates constituted misconduct or negligence. Without limiting the foregoing, ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ shall have no responsibility or liability to Customer hereunder (i) in connection with the performance or non-non- performance by any contract market, clearing house, clearing firm or other third party (including floor brokers not selected by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ and banks) to ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ of its obligations in respect of any Contract or other property of Customer; (ii) as a result of any prediction, recommendation or advice made or given by a representative of ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ whether or not made or given at the request of Customer; (iii) as a result of ▇▇▇▇▇▇ ▇▇▇▇▇▇▇'▇ reliance on any instructions, notices and communications that it believes to be that of an individual authorized to act on behalf of Customer; (iv) as a result of any delay in the performance or non-performance of any of ▇▇▇▇▇▇ ▇▇▇▇▇▇▇'▇ obligations hereunder directly or indirectly caused by the occurrence of any contingency beyond the control of ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ including, but not limited to, the unscheduled closure of an exchange or contract market or delays in the transmission of orders due to breakdowns or failures of transmission or communication facilities, execution, and/or trading facilities or other systems (including, without limitation, GLOBEX, ACCESS, or other electronic trading systems, facilities or services), it being understood that ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ shall be excused from performance of its obligations hereunder for such period of time as is reasonably necessary after such occurrence to remedy the effects therefrom; (v) as a result of any action taken by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ or its floor brokers to comply with Applicable Law; or (vi) for any acts or omissions of those neither employed nor supervised by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇. In no event ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ be liable to Customer for consequential, incidental or special damages hereunder.

Standard of Liability. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ and its affiliates (as defined below) stockholders, directors, officers, employees, and its or their respective successors or assigns shall not be liable to the Customer, the general partner or the limited its partners, or any of its or their respective successors or assigns, for any act, omission, conductexcept by reason of acts, or activity undertaken by omissions due to, bad faith, misconduct, or on behalf of the Customer pursuant to this Agreement which ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ determinesnegligence, or for not having acted in good faith, to be faith in the reasonable belief that such acts or omissions were in, or not opposed to, the best interest interests of the Customer, unless such act, omission, conduct, or activity by reason of any material breach of this Agreement by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ or its affiliates constituted misconduct or negligence▇. Without limiting the foregoing, ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ shall have no responsibility or liability to Customer hereunder (i) in connection with the performance or non-performance by any contract market, clearing house, clearing firm or other third party (including floor brokers not selected by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ and banks) to ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ of its obligations in respect of any Contract or other property of Customer; (ii) as a result of any prediction, recommendation or advice made or given by a representative of ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ whether or not made or given at the request of Customer; (iii) as a result of ▇▇▇▇▇▇ ▇▇▇▇▇▇▇'▇ reliance on any instructions, notices and communications that it believes to be that of an individual authorized to act on behalf of Customer; (iv) as a result of any delay in the performance or non-performance of any of ▇▇▇▇▇▇ ▇▇▇▇▇▇▇'▇ obligations hereunder directly or indirectly caused by the occurrence of any contingency beyond the control of ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ including, but not limited to, the unscheduled closure of an exchange or contract market or delays in the transmission of orders due to breakdowns or failures of transmission or communication facilities, execution, and/or trading facilities or other systems (including, without limitation, GLOBEX, ACCESS, or other electronic trading systems, facilities or services), it being understood that ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ shall be excused from performance of its obligations hereunder for such period of time as is reasonably necessary after such occurrence to remedy the effects therefrom; (v) as a result of any action taken by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ or its floor brokers to comply with Applicable Law; or (vi) for any acts or omissions of those neither employed nor supervised by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇. In no event ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ be liable to Customer for consequential, incidental or special damages hereunder.

Standard of Liability. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ and its affiliates (as defined below) shall not be liable to Customer, the general partner of the Customer, or the limited partnerspartners of the Customer "Limited Partners"), or any of its or their respective successors or assigns, for any act, omission, conduct, or activity undertaken by or on behalf of the Customer pursuant to this Agreement which ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ determines, in good faith, to be in the best interest of the Customer, unless such act, omission, conduct, or activity by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ or its affiliates constituted misconduct or negligence. Without limiting the foregoing, ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ shall have no responsibility or liability to Customer hereunder (i) in connection with the performance or non-performance by any contract market, clearing house, clearing firm or other third party (including floor brokers not selected by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ and banks) to ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ of its obligations in respect of any Contract or other property of Customer; (ii) as a result of any prediction, recommendation or advice made or given by a representative of ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ whether or not made or given at the request of Customer; (iii) as a result of ▇▇▇▇▇▇ ▇▇▇▇▇▇▇'▇ reliance on any instructions, notices and communications that it believes to be that of an individual authorized to act on behalf of Customer; (iv) as a result of any delay in the performance or non-performance of any of ▇▇▇▇▇▇ ▇▇▇▇▇▇▇'▇ obligations hereunder directly or indirectly caused by the occurrence of any contingency beyond the control of ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ including, but not limited to, the unscheduled closure of an exchange or contract market or delays in the transmission of orders due to breakdowns or failures of transmission or communication facilities, execution, and/or trading facilities or other systems (including, without limitation, GLOBEX, ACCESS, or other electronic trading systems, facilities or services), it being understood that ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ shall be excused from performance of its obligations hereunder for such period of time as is reasonably necessary after such occurrence to remedy the effects therefrom; (v) as a result of any action taken by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ or its floor brokers to comply with Applicable Law; or (vi) for any acts or omissions of those neither employed nor supervised by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇. In no event ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ be liable to Customer for consequential, incidental or special damages hereunder.